Merger Agreement for the Sale of Detrex to Italmatch for $27 per
share in Cash Announced

November 14, 2017 08:52 AM Eastern Standard Time

CLEVELAND--(BUSINESS WIRE)--Detrex Corporation (“Detrex”) (OTCQX:DTRX.PK) and Italmatch Chemicals
Group (“Italmatch”) jointly announced today that they have entered into
a definitive agreement and plan of merger (“Merger Agreement”) pursuant
to which a newly formed subsidiary of Italmatch will acquire Detrex for
$27.00 a share in cash.

Under the terms of the Merger Agreement dated November 10, 2017, each
share of Detrex common stock outstanding immediately prior to the merger
will be converted into and exchanged for the right to receive $27.00 in
cash. The merger consideration represents a 8% premium over the closing
bid price of Detrex’s common stock as quoted on the website of OTC
Markets Group on November 9, 2017, and a 9% premium over the average
price for the 30-day period ended November 9, 2017, and a 16% premium
over the average price for the 90-day period ended November 9, 2017. The
Boards of Directors of both companies unanimously approved this
transaction.

Thomas E. Mark, President and Chief Executive Officer of Detrex, said:
“After thorough analysis, the Board has unanimously endorsed this
proposed sale, which we believe maximizes value for our stockholders. On
behalf of the Board, I would like to recognize our outstanding team of
dedicated employees who have made Detrex and its operating subsidiary,
The Elco Corporation (Elco), the success it is today. Elco and Italmatch
share the same high operating standards and have a similar overall
company culture. The Board believes this is a great opportunity for Elco
to be a part of an organization with deeper resources and operational
scale in the specialty chemicals business. We look forward to working
with Italmatch to promptly complete the transaction.”

Sergio Iorio, Managing Director of Italmatch Chemicals Group, said:
“Italmatch Chemicals is a leading global specialty additives company
with 340 million Euros in sales and a strong focus and commitment,
through R&D and innovation, on the industrial lube oil markets. We have
known Elco, its products and Management Team for many years. Elco will
bring highly complementary products, synergies and geographical aspects,
as Italmatch is focused on EMEA markets and Elco on NA/LATAM markets,
with sales and organizational synergies in other Regions. In addition,
from a product portfolio point of view, Italmatch is a leader in special
synthetic base stock and anti-wear additives, and Elco has a distinctive
and very complementary position in EP additives and Ad-pack for grease
and MWF. We believe both companies share the same spirit and interest
for innovation and we are confident of a bright future together.”

The proposed merger is expected to close by December 31, 2017, subject
to the approval by the holders of at least two-thirds of the issued and
outstanding shares of common stock of Detrex and the satisfaction or
waiver of customary closing conditions. There is no financing condition
to complete the proposed acquisition. Directors and major shareholders
representing approximately 52% of the shares have agreed to vote in
favor of this proposal unless a Superior Proposal (as defined in the
Merger Agreement) is received.

The section of the Merger Agreement addressing competing proposals
received by Detrex prior to approval of the Merger Agreement will be
accessible on Detrex’s website under “News -- Financial Reports” at www.detrex.com,
or from the OTC Markets’ website at www.otcmarkets.com
under the ticker “DTRX.PK.”

KeyBanc Capital Markets Inc. is acting as financial advisor to the
Detrex Board, and has provided a fairness opinion to the Board in
connection with the transaction. Clark Hill PLC is acting as legal
advisor to Detrex in connection with the proposed merger. Lincoln
International is acting as financial advisor to Italmatch in connection
with the transaction. Dykema Gossett PLLC and Giovannelli e Associati
are acting as legal advisors to Italmatch in connection with the
transaction.

About Detrex Corporation

Detrex is a Michigan corporation that manufactures high performance
specialty chemicals serving three distinct business areas; namely
additives for industrial petroleum products, high purity hydrochloric
acid for the semiconductor industry, and specialty chemicals.

About Italmatch Chemicals Group

Founded in 1997, Italmatch Chemicals is a leading innovative chemical
group, specialized in performance additives for lubricants, water
treatment, oil & gas and plastics, and boasts a wide product range able
to fulfill the requirements of the most demanding applications,
including personal care. The group generates 340 million Euros in
revenues and operates through six manufacturing plants in Europe (Italy,
Spain, Germany and UK), four in Asia Pacific (China and Japan), two in
North America (USA) and sales/distribution subsidiaries in Belgium,
China, Japan, India, Poland, Singapore and the USA. Italmatch has over
500 employees.

Italmatch is controlled by funds managed by Ardian France S.A., the
largest European independent private investment company and a world
leader in private equity, which acquired the majority of Italmatch
together with management in July 2014 and is committed to supporting the
company’s growth.

THIS PRESS RELEASE CONTAINS ONLY A BRIEF DESCRIPTION OF THE PROPOSED
MERGER. IT IS NOT A REQUEST FOR OR SOLICITATION OF A PROXY OR AN OFFER
TO SELL OR THE SOLICITATION OF AN OFFER TO BUY ANY SECURITIES, NOR SHALL
THERE BE ANY SALES OF THE SECURITIES MENTIONED IN THIS RELEASE IN ANY
STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR
TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH
STATE. THE OFFER AND SALE OF DETREX COMMON STOCK AND ANY OTHER
SECURITIES IN CONNECTION WITH THE MERGER HAVE NOT BEEN REGISTERED UNDER
THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY
OTHER JURISDICTION. BECAUSE THE SECURITIES ARE NOT REGISTERED, THE
SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT
REGISTRATION OR AN EXEMPTION FROM REGISTRATION.IN CONNECTION
WITH THE PROPOSED MERGER, A DEFINITIVE PROXY STATEMENT, WHICH WILL
CONTAIN A DESCRIPTION OF THE MATERIAL TERMS AND CONDITIONS OF THE MERGER
AGREEMENT, WILL BE SENT TO DETREX’S STOCKHOLDERS SEEKING THEIR APPROVAL
OF THE PROPOSED MERGER.DETREX’S STOCKHOLDERS MAY OBTAIN FREE
COPIES OF THE PROXY MATERIALS ONCE THEY ARE AVAILABLE BY CONTACTING BOB
LUNOE, AT 1000 BELT LINE STREET, CLEVELAND, OHIO44109,
216-749-2605. THE DEFINITIVE PROXY STATEMENT, INCLUDING THE
MERGER AGREEMENT, WILL ALSO BE POSTED ON THE DETREX WEBSITE AND THE
WEBSITE OF THE OTCQX IN ACCORDANCE WITH OTCQX RULES. SHAREHOLDERS ARE
URGED TO READ THE ENTIRE PROXY STATEMENT REGARDING THE MERGER WHEN IT
BECOMES AVAILABLE, AS WELL AS ANY OTHER RELEVANT DOCUMENTS CONCERNING
THE PROPOSED TRANSACTION, TOGETHER WITH ALL AMENDMENTS OR SUPPLEMENTS TO
THOSE DOCUMENTS, AS THEY WILL CONTAIN IMPORTANT INFORMATION.

Detrex and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from the shareholders of
Detrex in connection with the proposed merger. Additional information
regarding the interests of those participants may be obtained by reading
the Proxy Statement regarding the proposed merger when it becomes
available.

Forward Looking Statements: To the
extent any statements made in this news release deal with information
that is not historical, they are forward-looking statements under the
Private Securities Litigation Reform Act of 1995. Forward-looking
statements are subject to a number of known and unknown risks and
uncertainties that may cause our actual results to differ materially
from the future results, trends, performance or achievements expressed
or implied by such forward-looking statements.Any
forward-looking statements relating to the transaction discussed above
are based on our current expectations, assumptions, estimates and
projections and involve significant risks and uncertainties, including
the many variables that may impact or are related to consummation of the
transaction; the continuing determination of Detrex’s Board of Directors
that the transaction is in the best interests of all shareholders and
whether any additional acquisition proposals or superior proposals are
made; the failure of the Detrex shareholders to approve the transaction;
the failure of either party to meet the conditions to the closing of the
transaction; delays in completing the transaction and the risk that the
transaction may not be completed at all; the businesses of Detrex and
Italmatch may not be combined successfully, or such combination may take
longer, be more difficult, time-consuming or costly to accomplish than
expected; operating costs and business disruption during the pendency of
and following the transaction, including adverse effects on employee
retention and on business relationships with third parties; general
business and economic conditions; the combinedcompany’s need for
and ability to obtain additional financing.You are urged to
consider all such factors. In light of the uncertainty inherent in such
forward-looking statements, you should not consider their inclusion to
be a representation that such forward-looking matters will be achieved.All forward-looking statements in this news release speak only as of
the date of this news release and are based on Detrex’s current beliefs
and expectations. Detrex undertakes no obligation to update or revise
any forward-looking statement, whether as a result of new information,
future events or otherwise.